8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 24, 2008 (January 23, 2008)

BANCORPSOUTH, INC.

(Exact name of registrant as specified in its charter)

Mississippi	1-12991	64-0659571
(State or other	(Commission File	(IRS Employer
jurisdiction of incorporation)	Number)	Identification No.)

One Mississippi Plaza
201 South Spring Street
Tupelo, Mississippi	38804
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code (662) 680-2000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Section 2 — Financial Information

     Item 2.02. Results of Operations and Financial Condition.

          On January 23, 2008, BancorpSouth, Inc. issued a press release announcing its financial results for the fourth quarter and year ended December 31, 2007. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference in its entirety.

Section 9 — Financial Statements and Exhibits

     Item 9.01. Financial Statements and Exhibits.

     (a) Not applicable.

     (b) Not applicable.

     (c) Not applicable.

     (d) Exhibits.

Exhibit 99.1 Press release issued on January 23, 2008 by BancorpSouth, Inc.

SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

BANCORPSOUTH, INC.
By:	/s/ L. Nash Allen, Jr.
	L. Nash Allen, Jr.
	Treasurer and Chief Financial Officer

Date: January 23, 2008

EXHIBIT INDEX

Exhibit Number		Description
	99.1	Press Release issued on January 23, 2008 by BancorpSouth, Inc.

EX-99.1

EXHIBIT 99.1

News Release

Contact:
L. Nash Allen, Jr.	Gary C. Bonds
Treasurer and Chief Financial Officer	Senior Vice President and Controller
662/680-2330	662/680-2332

BancorpSouth Announces Earnings of $0.39 per Diluted Share
for Fourth Quarter 2007

TUPELO, Miss., January 23, 2008/PRNewswire-FirstCall via COMTEX/ — BancorpSouth, Inc. (NYSE: BXS) today announced financial results for the fourth quarter and year ended December 31, 2007.

          Highlights of the announcement include:

• An increase in net income and net income per diluted share for the fourth quarter of 2007 of 14.8 percent and 11.4 percent, respectively, from the fourth quarter of 2006.

• A 16.6 percent increase in loans and leases, net of unearned income, to $9.2 billion at the end of 2007 from the end of 2006.

• Expansion of the net interest margin to 3.72 percent for the fourth quarter of 2007 from 3.64 percent for the fourth quarter of 2006 and 3.66 percent for the third quarter of 2007.

• Net interest revenue of $109.7 million for the fourth quarter of 2007, up 13.9 percent from the fourth quarter of 2006.

• Strong credit quality, with minimal exposure to subprime residential mortgages.

• Growth in noninterest revenue of 9.6 percent for the fourth quarter of 2007 compared with the fourth quarter of 2006.

• Recognition of a $2.3 million charge in the fourth quarter of 2007 related to a guarantee of Visa’s obligations for certain litigation matters.

-MORE-

Box 789 • Tupelo, MS 38802-0789 • (662) 680-2000
BancorpSouth, Inc. is a financial holding company

BXS Announces Fourth Quarter Results
Page 2
January 23, 2008

Fourth Quarter 2007 Summary Results

The Company’s net income for the fourth quarter of 2007 increased 14.8 percent to $32.2 million from $28.1 million for the fourth quarter of 2006. Net income per diluted share rose 11.4 percent to $0.39 for the fourth quarter of 2007 from $0.35 for the fourth quarter of 2006.

2007 Summary Results

BancorpSouth’s net income for 2007 increased 10.2 percent to $137.9 million from $125.2 million for 2006. Net income per diluted share rose 7.6 percent to $1.69 for 2007 from $1.57 for 2006.

Aubrey Patterson, Chairman and Chief Executive Officer of BancorpSouth, commented, “BancorpSouth achieved profitable growth for the fourth quarter of 2007 and produced a strong performance for the full year. BancorpSouth stood out in a year during which an uncertain economy and an expanding credit crisis significantly affected many financial institutions. It also validated our continuing commitment to a conservative business philosophy designed to produce long-term profitable growth in an industry inherently at risk from interest rate volatility and the economic cycle.

“We attribute a significant portion of the Company’s growth for 2007 to the acquisition of The Signature Bank. This transaction further illustrates our proven, conservative expansion strategy, as we entered contiguous markets that were familiar. We focus on markets with diverse economies that produce steady, significant growth and that can perform consistently throughout the economic cycle. As we also do with de novo expansion, we entered these new markets with a veteran management team who share our focus on providing high quality customer service to retail and small to mid-sized businesses.

“In addition, the Company’s financial results for the fourth quarter and full-year 2007 reflected conservative lending and credit philosophies that have made strong credit quality a hallmark characteristic of BancorpSouth. As a result, our exposure to the credit issues affecting the subprime residential mortgage market remained immaterial and measures of credit quality continued to be within historic ranges.

“Our long-term strategy of diversifying revenue to reduce interest-rate spread dependency also served us well in 2007. With a comprehensive array of financial products and services, we again produced substantial comparable-quarter growth in noninterest revenue for the fourth quarter, even as a softening insurance market affected the expansion of insurance commission revenue, which had been a primary driver of noninterest revenue growth for the previous seven quarters.”

Net Interest Revenue

Interest revenue for the fourth quarter of 2007 increased 13.5 percent, or $24.2 million, to $203.6 million from $179.4 million for the fourth quarter of 2006 and decreased 2.1 percent from $208.0 million for the third quarter of 2007. Interest expense increased 13.0 percent, or $10.8 million, to $93.9 million for the fourth quarter of 2007 from $83.1 million for the fourth quarter of 2006 and decreased 6.1 percent from $100.0 million for the third quarter of 2007.

-MORE-

BXS Announces Fourth Quarter Results
Page 3
January 23, 2008

The average taxable equivalent yield on earning assets increased to 6.84 percent for the fourth quarter of 2007 from 6.70 percent for the fourth quarter of 2006 and decreased from 6.98 percent for the third quarter of 2007. The average rate paid on interest bearing liabilities was 3.68 percent for the fourth quarter of 2007, compared with 3.67 percent for the fourth quarter of 2006 and 3.92 percent for the third quarter of 2007.

Net interest revenue increased 13.9 percent to $109.7 million for the fourth quarter of 2007 from $96.3 million for the fourth quarter of 2006 and increased 1.6 percent from $107.9 million for the third quarter of 2007. Importantly, net interest margin increased to 3.72 percent for the fourth quarter of 2007 compared with 3.64 percent for the fourth quarter of 2006 and 3.66 percent for the third quarter of 2007.

“We produced double-digit comparable-quarter growth in net interest revenue for the second consecutive quarter,” said Patterson. “In addition to the positive impact from the strong growth in loans, our expansion of net interest revenue was driven by conservative asset/liability management strategies designed to lower interest rate risk. We continued to fund loan growth for the fourth quarter primarily by redeploying capital from maturing securities into higher yielding loans. This strategy enabled us to restructure liabilities through more selective pricing of public fund deposits and greater use of Federal Home Loan Bank borrowings. While the aggregate impact of these asset/liability management strategies contributed significantly to the improvement in net interest margin on a comparable-quarter and sequential-quarter basis, our strategies also reflected our commitment to serve the needs of core deposit customers and to sustain substantial levels of liquidity.”

Deposit and Loan Activity

Total assets at December 31, 2007 increased 9.6 percent to $13.2 billion from $12.0 billion at December 31, 2006. Total deposits grew 3.6 percent to $10.1 billion at December 31, 2007 from $9.7 billion at December 31, 2006. Loans and leases, net of unearned income, increased 16.6 percent to $9.2 billion at December 31, 2007 from $7.9 billion at December 31, 2006.

“The addition of loans from The Signature Bank acquisition accounted for the substantial majority of the 16.6 percent expansion in the portfolio for the fourth quarter of 2007 compared to the fourth quarter of 2006,” added Patterson. “We also continued to produce solid organic loan growth, with loans and leases, net of unearned income, increasing 1.4 percent at the end of the quarter from the end of the third quarter. While this rate improved over the 1.0 percent sequential-quarter growth for the third quarter of 2007, it remained consistent with slowing activity due to continuing uncertainty evident in the national economic environment.

“The growth in total deposits also primarily resulted from the acquisition, with demand deposits increasing 5.8 percent during 2007 and savings and other time deposits increasing 1.6 percent. Reflecting the restructuring of the Company’s liabilities through our asset/liability management efforts, total deposits at year end decreased 1.2 percent from the end of the third quarter, following sequential-quarter declines of 2.4 percent and 2.1 percent for the third and second quarters of 2007.”

-MORE-

BXS Announces Fourth Quarter Results
Page 4
January 23, 2008

Provision for Credit Losses and Allowance for Credit Losses

For the fourth quarter of 2007, the provision for credit losses was $7.8 million compared with $6.3 million for the fourth quarter of 2006 and $5.7 million for the third quarter of 2007. Annualized net charge-offs were 0.21 percent of average loans and leases for the fourth quarter of 2007 compared with 0.25 percent for the fourth quarter of 2006 and 0.13 percent for the third quarter of 2007.

Non-performing loans and leases increased to $29.2 million, or 0.32 percent of loans and leases, at December 31, 2007 from $23.5 million, or 0.30 percent of loans and leases, at December 31, 2006 and declined from $31.3 million, or 0.35 percent of loans and leases, at September 30, 2007. The allowance for credit losses was 1.25 percent of loans and leases at December 31, 2007 compared with 1.26 percent of loans and leases at December 31, 2006 and 1.24 percent of loans and leases at September 30, 2007.

Patterson remarked, “We remain very pleased with our credit quality despite a challenging national economic environment. Non-performing loans and leases at the end of 2007 increased slightly as a percentage of total loans and leases from the end of 2006, while improving from the end of the third quarter of 2007. While we have seen an increase of $13.8 million in other real estate owned since the same time in 2006, we feel these properties will be liquidated without additional loss. Losses from the loans that were secured by these properties have already been reflected in the allowance for credit losses. Net charge-offs declined on a comparable-quarter basis, although they increased from unsustainably low levels for the third quarter of 2007. At 1.25 percent of loans and leases, the allowance for credit losses is consistent with historical levels. Our strong credit quality reflects our commitment to conservative lending policies throughout the economic cycle. These policies substantially limit the Company’s participation in the subprime residential mortgage market. As a result, we continue to have only nominal exposure to the credit issues affecting that market, totaling approximately $329,000 at the end of 2007.”

Noninterest Revenue

For the fourth quarter of 2007, noninterest revenue increased 9.6 percent to $55.3 million from $50.1 million for the fourth quarter of 2006. These results included a decline in the value of the mortgage servicing asset totaling $4.5 million for the fourth quarter of 2007 and $4.0 million for the fourth quarter of 2006.

Patterson continued, “The growth in noninterest revenue for the fourth quarter resulted from a long-term strategy of providing customers comprehensive financial products and services, which strengthen customer relationships and generate noninterest revenue. While our insurance business drove noninterest revenue growth for the first nine months of 2007, insurance commission revenue was essentially unchanged for the fourth quarter compared with the fourth quarter of 2006 due to soft industry conditions. As a result, other products and services accounted for the growth in noninterest revenue for the fourth quarter, including double-digit comparable-quarter growth in fee revenue from our credit and debit card business and in service

-MORE-

BXS Announces Fourth Quarter Results
Page 5
January 23, 2008

charges. We were also pleased with the 6.8 percent growth in revenue from mortgage originations for the fourth quarter compared with the fourth quarter of 2006, and with the 10.1 percent growth in mortgage origination revenue for the full year.”

Noninterest Expense

Noninterest expense increased 10.0 percent to $110.2 million for the fourth quarter of 2007 from $100.1 million for the fourth quarter of 2006 and increased 3.6 percent from $106.4 million for the third quarter of 2007. The comparable-quarter increase in noninterest expense is primarily attributable to the acquisition of The Signature Bank, effective March 1, 2007. The Company also incurred additional salaries, employee benefits and occupancy expense associated with the opening of new loan production offices and full-service branch bank offices during 2007, including two new full-service banking locations opened in suburban St. Louis. BancorpSouth recorded a $2.3 million charge in the fourth quarter for liabilities in connection with obligations of Visa, Inc. related to certain settled and pending litigation. BancorpSouth is a member bank of Visa and based on information provided by Visa regarding its planned initial public offering, BancorpSouth expects that its proportionate share of the proceeds will more than offset any liabilities related to such settled and pending litigation.

Capital Management

BancorpSouth repurchased 113,700 shares of its common stock during the fourth quarter of 2007 under a stock repurchase plan for the repurchase of up to three million shares that commenced on May 1, 2007 and expires on April 30, 2009. BancorpSouth will continue to evaluate additional share repurchase opportunities under this plan. The Company has repurchased approximately 12.0 million shares of its common stock since its original share repurchase program was initiated in 2001.

Summary

“We expect the difficult economic environment to continue to challenge the financial services industry,” stated Patterson. “Our continuing commitment to conservative operating philosophies and the strength and diversity of markets across our geographic franchise have reduced its effects on the Company, as evidenced by our solid fourth quarter results. In addition, current conditions do not diminish BancorpSouth’s substantial long-term opportunities for expanding profitably in existing markets through the addition of new products and services, and by geographic expansion into contiguous markets through de novo bank development and acquisition. As a result, the Company remains well positioned to pursue our long-term objectives as we enter 2008.

“In recognition of current market conditions, our immediate focus for the year will be on providing outstanding service to core customers served by existing operations. We intend to continue to expand into new contiguous markets, albeit cautiously and at a sustainable pace. We remain absolutely committed to preserving strong credit quality, and we will not sacrifice the strength and liquidity of our financial position to drive short-term revenue. These principles

-MORE-

BXS Announces Fourth Quarter Results
Page 6
January 23, 2008

have enabled BancorpSouth to achieve a long-term record of profitable growth through many economic cycles. We are confident that they will support further progress toward our long-term goals during 2008.”

Conference Call

BancorpSouth will conduct a conference call to discuss its fourth quarter 2007 results tomorrow, January 24, 2008, at 10:00 a.m. (Central Time). Investors may listen via the Internet by accessing BancorpSouth’s website at http://www.bancorpsouth.com. A replay of the conference call will be available at BancorpSouth’s website for at least two weeks following the call.

Forward-Looking Statements

Certain statements contained in this news release may not be based on historical facts and are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements may be identified by their reference to a future period or periods or by the use of forward-looking terminology such as “anticipate,” “believe,” “estimate,” “expect,” “may,” “might,” “will,” “would,” “could” or “intend.” These forward-looking statements include, without limitation, statements relating to the liquidation of other real estate owned, proceeds from the Visa initial public offering offsetting liabilities related to Visa litigation, our ability to achieve long-term objectives, our focus for 2008, expansion into new markets, credit policy and repurchases under our common stock repurchase plan.

We caution you not to place undue reliance on the forward-looking statements contained in this news release in that actual results could differ materially from those indicated in such forward-looking statements because of a variety of factors. These factors may include, but are not limited to, the amount of BancorpSouth’s liability with respect to litigation involving Visa, the amount of proceeds from the Visa initial public offering, changes in economic conditions and government fiscal and monetary policies, fluctuations in prevailing interest rates and the ability of BancorpSouth to manage its assets and liabilities to limit exposure to changing interest rates, the ability of BancorpSouth to increase noninterest revenue and expand noninterest revenue business, the ability of BancorpSouth to maintain credit quality, changes in laws and regulations affecting financial service companies in general, the ability of BancorpSouth to compete with other financial services companies, the ability of BancorpSouth to provide and market competitive services and products, changes in BancorpSouth’s operating or expansion strategy, geographic concentration of BancorpSouth’s assets, the ability of BancorpSouth to manage its growth and effectively serve an expanding customer and market base, the ability of BancorpSouth to achieve profitable growth and increase shareholder value, the ability of BancorpSouth to attract, train and retain qualified personnel, the ability of BancorpSouth to repurchase its common stock on favorable terms, the ability of BancorpSouth to identify, close and effectively integrate potential acquisitions, the ability of BancorpSouth to expand geographically and enter growing markets, changes in consumer preferences, other factors generally understood to affect the financial results of financial services companies, and other factors described from time to time in BancorpSouth’s filings with the Securities and Exchange Commission. We undertake no obligation to update these forward-looking statements to reflect events or circumstances that occur after the date on which such statements were made.

BancorpSouth, Inc. is a financial holding company headquartered in Tupelo, Mississippi, with approximately $13.2 billion in assets. BancorpSouth Bank, a wholly-owned subsidiary of BancorpSouth, Inc., operates approximately 290 commercial banking, mortgage, insurance, trust and broker/dealer locations in Alabama, Arkansas, Florida, Louisiana, Mississippi, Missouri, Tennessee and Texas.

-MORE-

BXS Announces Fourth Quarter Results
Page 7
January 23, 2008

BancorpSouth, Inc.
Selected Financial Data

	Three Months Ended						Twelve Months Ended
	December 31,						December 31,
	2007			2006			2007			2006
(Dollars in thousands, except per share amounts)
Earnings Summary:
Net interest revenue	$	109,657		$	96,251		$	422,899		$	385,799
Provision for credit losses		7,771			6,325			22,696			8,577
Noninterest revenue		55,314			50,490			231,799			206,094
Noninterest expense		110,169			100,141			428,058			393,154
Income before income taxes		47,031			40,275			203,944			190,162
Income tax provision		14,803			12,202			66,001			64,968
Net income	$	32,228		$	28,073		$	137,943		$	125,194
Earning per share: Basic	$	0.39		$	0.35		$	1.69		$	1.58
Diluted	$	0.39		$	0.35		$	1.69		$	1.57
Balance sheet data at December 31:
Total assets							$	13,189,841		$	12,040,521
Total earning assets								11,948,038			10,879,587
Loans and leases, net of unearned income								9,179,684			7,871,471
Allowance for credit losses								115,197			98,834
Total deposits								10,064,099			9,710,578
Common shareholders’ equity								1,196,626			1,026,585
Book value per share								14.54			12.98
Average balance sheet data:
Total assets	$	13,080,720		$	11,854,667		$	12,857,135		$	11,798,153
Total earning assets		11,956,412			10,771,897			11,749,433			10,712,327
Loans and leases, net of unearned income		9,105,475			7,797,381			8,784,940			7,579,935
Total deposits		10,045,400			9,479,773			10,200,098			9,554,441
Common shareholders’ equity		1,162,821			1,013,082			1,121,000			1,000,332
Non-performing assets at December 31:
Non-accrual loans and leases							$	9,789		$	6,603
Loans and leases 90+ days past due								18,671			15,282
Restructured loans and leases								721			1,571
Other real estate owned								24,281			10,463
Net charge-offs as a percentage of average loans (annualized)		0.21	%		0.25	%		0.14	%		0.15	%
Performance ratios (annualized):
Return on average assets		0.98	%		0.94	%		1.07	%		1.06	%
Return on common equity		11.00	%		10.99	%		12.31	%		12.52	%
Net interest margin		3.72	%		3.64	%		3.68	%		3.70	%
Average shares outstanding — basic		82,230,448			79,098,187			81,505,510			79,140,379
Average shares outstanding — diluted		82,482,626			79,513,993			81,844,343			79,542,734

-MORE-

BXS Announces Fourth Quarter Results
Page 8
January 23, 2008

BancorpSouth, Inc.
Consolidated Balance Sheet
(Unaudited)

	December 31,
							%
	2007			2006			Change
	(Dollars in thousands)
Assets
Cash and due from banks	$	322,926		$	444,033			(27.27	%)
Interest bearing deposits with other banks		12,710			7,418			71.34	%
Held-to-maturity securities, at amortized cost		1,625,916			1,723,420			(5.66	%)
Available-for-sale securities, at fair value		1,001,194			1,041,999			(3.92	%)
Federal funds sold and securities purchased under agreement to resell		—			145,957			(100.00	%)
Loans and leases		9,227,495			7,917,523			16.55	%
Less: Unearned income		47,811			46,052			3.82	%
Allowance for credit losses		115,197			98,834			16.56	%
Net loans and leases		9,064,487			7,772,637			16.62	%
Loans held for sale		128,532			89,323			43.90	%
Premises and equipment, net		317,379			287,215			10.50	%
Accrued interest receivable		96,027			89,090			7.79	%
Goodwill		254,889			143,718			77.35	%
Other assets		365,781			295,711			23.70	%
Total Assets	$	13,189,841		$	12,040,521			9.55	%
Liabilities
Deposits:
Demand: Noninterest bearing	$	1,670,198		$	1,817,223			(8.09	%)
Interest bearing		3,276,275			2,856,295			14.70	%
Savings		698,449			715,587			(2.39	%)
Other time		4,419,177			4,321,473			2.26	%
Total deposits		10,064,099			9,710,578			3.64	%
Federal funds purchased and securities sold under agreement to repurchase		809,898			672,438			20.44	%
Short-term Federal Home Loan Bank borrowings		706,586			200,000			253.29	%
Accrued interest payable		37,746			36,270			4.07	%
Junior subordinated debt securities		160,312			144,847			10.68	%
Long-term Federal Home Loan Bank borrowings		88,977			135,707			(34.43	%)
Other liabilities		125,597			114,096			10.08	%
Total Liabilities		11,993,215			11,013,936			8.89	%
Shareholders’ Equity
Common stock		205,748			197,774			4.03	%
Capital surplus		198,620			113,721			74.66	%
Accumulated other comprehensive income (loss)		(7,214	)		(24,742	)		(70.84	%)
Retained earnings		799,472			739,832			8.06	%
Total Shareholders’ Equity		1,196,626			1,026,585			16.56	%
Total Liabilities & Shareholders’ Equity	$	13,189,841		$	12,040,521			9.55	%

-MORE-

BXS Announces Fourth Quarter Results
Page 9
January 23, 2008

BancorpSouth, Inc.
Consolidated Condensed Statements of Income
(Dollars in thousands, except per share data)
(Unaudited)

	Quarter Ended												Year To Date
	Dec-07			Sep-07		Jun-07		Mar-07		Dec-06			Dec-07		Dec-06
INTEREST REVENUE:
Loans and leases	$	171,068		$	174,787	$	169,717	$	153,241	$	147,784		$	668,813	$	553,265
Deposits with other banks		274			316		268		286		217			1,144		829
Federal funds sold and securities purchased under agreement to resell		311			232		633		2,511		635			3,687		5,066
Held-to-maturity securities:
Taxable		16,890			17,585		16,962		16,705		16,532			68,142		63,010
Tax-exempt		2,120			2,077		2,044		2,015		2,012			8,256		7,993
Available-for-sale securities:
Taxable		10,227			10,554		10,839		9,592		9,653			41,212		42,351
Tax-exempt		941			960		1,010		1,115		1,170			4,026		5,024
Loans held for sale		1,751			1,454		1,082		1,675		1,366			5,962		4,353
Total interest revenue		203,582			207,965		202,555		187,140		179,369			801,242		681,891
INTEREST EXPENSE:
Interest bearing demand		19,765			22,189		21,992		19,887		16,228			83,833		60,145
Savings		1,934			2,503		2,481		2,383		2,160			9,301		7,987
Other time		52,551			55,728		55,459		51,985		48,585			215,723		172,368
Federal funds purchased and securities sold under agreement to repurchase		8,259			9,151		9,283		7,824		8,940			34,517		29,889
Other		11,416			10,478		6,682		6,393		7,205			34,969		25,703
Total interest expense		93,925			100,049		95,897		88,472		83,118			378,343		296,092
Net interest revenue		109,657			107,916		106,658		98,668		96,251			422,899		385,799
Provision for credit losses		7,771			5,727		7,843		1,355		6,325			22,696		8,577
Net interest revenue, after provision for credit losses		101,886			102,189		98,815		97,313		89,926			400,203		377,222
NONINTEREST REVENUE:
Mortgage lending		(1,149	)		100		5,484		1,779		(820	)		6,214		6,117
Credit card, debit card and merchant fees		7,904			7,667		7,391		6,874		6,793			29,836		25,779
Service charges		18,125			17,281		17,677		15,396		16,262			68,479		63,124
Trust income		2,996			2,487		2,457		2,214		3,703			10,154		10,388
Security gains, net		97			7		10		7		4			121		40
Insurance commissions		16,181			17,542		17,665		19,794		16,146			71,182		63,286
Other		11,160			12,810		9,548		12,295		8,402			45,813		37,360
Total noninterest revenue		55,314			57,894		60,232		58,359		50,490			231,799		206,094
NONINTEREST EXPENSES:
Salaries and employee benefits		64,594			63,269		63,851		63,628		60,178			255,342		234,580
Occupancy, net of rental income		8,967			8,959		8,709		8,463		8,173			35,098		31,972
Equipment		6,078			6,057		6,053		6,026		5,941			24,214		23,422
Other		30,530			28,066		27,315		27,493		25,849			113,404		103,180
Total noninterest expenses		110,169			106,351		105,928		105,610		100,141			428,058		393,154
Income before income taxes		47,031			53,732		53,119		50,062		40,275			203,944		190,162
Income tax expense		14,803			17,475		17,238		16,485		12,202			66,001		64,968
Net income	$	32,228		$	36,257	$	35,881	$	33,577	$	28,073		$	137,943	$	125,194
Net income per share: Basic	$	0.39		$	0.44	$	0.44	$	0.42	$	0.35		$	1.69	$	1.58
Diluted	$	0.39		$	0.44	$	0.43	$	0.42	$	0.35		$	1.69	$	1.57

-MORE-

BXS Announces Fourth Quarter Results
Page 10
January 23, 2008

BancorpSouth, Inc.
Average Balances, Interest Income and Expense,
and Average Yields and Rates
(Dollars in thousands)
(Unaudited)

	Quarter Ended
	December 31, 2007
	Average					Yield/
(Taxable equivalent basis)	Balance			Interest		Rate
ASSETS
Loans, loans held for sale, and leases net of unearned income	$	9,216,034		$	173,685		7.48	%
Held-to-maturity securities:
Taxable		1,498,608			16,890		4.47	%
Tax-exempt		192,464			3,261		6.72	%
Available-for-sale securities:
Taxable		923,725			10,227		4.39	%
Tax-exempt		79,422			1,448		7.23	%
Short-term investments		46,159			585		5.03	%
Total interest earning assets and revenue		11,956,412			206,096		6.84	%
Other assets		1,241,631
Less: allowance for credit losses		(117,323	)
Total	$	13,080,720
LIABILITIES AND SHAREHOLDERS’ EQUITY
Deposits:
Demand — interest bearing	$	3,214,493		$	19,765		2.44	%
Savings		700,583			1,934		1.09	%
Other time		4,512,151			52,550		4.62	%
Short-term borrowings		1,382,163			14,320		4.11	%
Junior subordinated debt		161,556			3,302		8.11	%
Long-term debt		141,576			2,054		5.75	%
Total interest bearing liabilities and expense		10,112,522			93,925		3.68	%
Demand deposits - noninterest bearing		1,618,173
Other liabilities		187,204
Total liabilities		11,917,899
Shareholders’ equity		1,162,821
Total	$	13,080,720
Net interest revenue				$	112,171
Net interest margin							3.72	%
Net interest rate spread							3.15	%
Interest bearing liabilities to interest earning assets							84.58	%
Net interest tax equivalent adjustment				$	2,514

-MORE-

BXS Announces Fourth Quarter Results
Page 11
January 23, 2008

BancorpSouth, Inc.
Average Balances, Interest Income and Expense,
and Average Yields and Rates
(Dollars in thousands)
(Unaudited)

	Quarter Ended
	December 31, 2006
	Average					Yield/
(Taxable equivalent basis)	Balance			Interest		Rate
ASSETS
Loans, loans held for sale, and leases net of unearned income	$	7,876,801		$	149,992		7.55	%
Held-to-maturity securities:
Taxable		1,533,105			16,532		4.28	%
Tax-exempt		185,158			3,096		6.63	%
Available-for-sale securities:
Taxable		1,018,403			9,653		3.76	%
Tax-exempt		98,101			1,800		7.28	%
Short-term investments		60,329			853		5.61	%
Total interest earning assets and revenue		10,771,897			181,926		6.70	%
Other assets		1,182,664
Less: allowance for credit losses		(99,894	)
Total	$	11,854,667
LIABILITIES AND SHAREHOLDERS’ EQUITY
Deposits:
Demand — interest bearing	$	2,765,276		$	16,228		2.33	%
Savings		718,623			2,160		1.19	%
Other time		4,292,368			48,585		4.49	%
Short-term borrowings		925,273			11,197		4.80	%
Junior subordinated debt		144,847			2,965		8.12	%
Long-term debt		135,838			1,983		5.79	%
Total interest bearing liabilities and expense		8,982,225			83,118		3.67	%
Demand deposits - noninterest bearing		1,703,506
Other liabilities		155,854
Total liabilities		10,841,585
Shareholders’ equity		1,013,082
Total	$	11,854,667
Net interest revenue				$	98,808
Net interest margin							3.64	%
Net interest rate spread							3.03	%
Interest bearing liabilities to interest earning assets							83.39	%
Net interest tax equivalent adjustment				$	2,557

-MORE-

BXS Announces Fourth Quarter Results
Page 12
January 23, 2008

BancorpSouth, Inc.
Average Balances, Interest Income and Expense,
and Average Yields and Rates
(Dollars in thousands)
(Unaudited)

	Year to Date
	December 31, 2007
	Average					Yield/
(Taxable equivalent basis)	Balance			Interest		Rate
ASSETS
Loans, loans held for sale, and leases net of unearned income	$	8,880,253		$	678,155		7.64	%
Held-to-maturity securities:
Taxable		1,530,247			68,142		4.45	%
Tax-exempt		189,234			12,701		6.71	%
Available-for-sale securities:
Taxable		977,459			41,212		4.22	%
Tax-exempt		84,292			6,194		7.35	%
Short-term investments		87,948			4,831		5.49	%
Total interest earning assets and revenue		11,749,433			811,235		6.90	%
Other assets		1,217,135
Less: allowance for credit losses		(109,433	)
Total	$	12,857,135
LIABILITIES AND SHAREHOLDERS’ EQUITY
Deposits:
Demand — interest bearing	$	3,191,433		$	83,833		2.63	%
Savings		718,080			9,301		1.30	%
Other time		4,636,436			215,723		4.65	%
Short-term borrowings		1,057,057			48,098		4.55	%
Junior subordinated debt		159,939			13,067		8.17	%
Long-term debt		144,006			8,321		5.78	%
Total interest bearing liabilities and expense		9,906,951			378,343		3.82	%
Demand deposits - noninterest bearing		1,654,149
Other liabilities		175,035
Total liabilities		11,736,135
Shareholders’ equity		1,121,000
Total	$	12,857,135
Net interest revenue				$	432,892
Net interest margin							3.68	%
Net interest rate spread							3.09	%
Interest bearing liabilities to interest earning assets							84.32	%
Net interest tax equivalent adjustment				$	9,993

-MORE-

BXS Announces Fourth Quarter Results
Page 13
January 23, 2008

BancorpSouth, Inc.
Average Balances, Interest Income and Expense,
and Average Yields and Rates
(Dollars in thousands)
(Unaudited)

	Year to Date
	December 31, 2006
	Average					Yield/
(Taxable equivalent basis)	Balance			Interest		Rate
ASSETS
Loans, loans held for sale, and leases net of unearned income	$	7,647,131		$	560,673		7.33	%
Held-to-maturity securities:
Taxable		1,517,430			63,010		4.15	%
Tax-exempt		183,986			12,297		6.68	%
Available-for-sale securities:
Taxable		1,135,506			42,351		3.73	%
Tax-exempt		106,635			7,730		7.25	%
Short-term investments		121,639			5,895		4.85	%
Total interest earning assets and revenue		10,712,327			691,956		6.46	%
Other assets		1,184,643
Less: allowance for credit losses		(98,817	)
Total	$	11,798,153
LIABILITIES AND SHAREHOLDERS’ EQUITY
Deposits:
Demand — interest bearing	$	2,886,030		$	60,145		2.08	%
Savings		744,106			7,987		1.07	%
Other time		4,211,371			172,368		4.09	%
Short-term borrowings		807,860			35,835		4.44	%
Junior subordinated debt		144,847			11,791		8.14	%
Long-term debt		136,411			7,966		5.84	%
Total interest bearing liabilities and expense		8,930,625			296,092		3.32	%
Demand deposits - noninterest bearing		1,712,934
Other liabilities		154,262
Total liabilities		10,797,821
Shareholders’ equity		1,000,332
Total	$	11,798,153
Net interest revenue				$	395,864
Net interest margin							3.70	%
Net interest rate spread							3.14	%
Interest bearing liabilities to interest earning assets							83.37	%
Net interest tax equivalent adjustment				$	10,065

-END-